伟大奇科技美股招股说明书(2024-02-22版)

WETOUCH TECHNOLOGY INC. 2,160,000 shares of Common Stock We are offering to sell 2,160,000 shares of our common stock, $0.001 par value per share, in afirm commitment underwritten offering (the “Underwritten Offering”). The public offering price is $5.00per share. Our common stock was previously traded on the OTCQB Marketplace operated by the OTCMarkets Group, Inc. (the “OTCQB”) under the symbol “WETH.” Our common stock has been approvedfor listing on the Nasdaq Capital Market under the symbol “WETH” and will commence trading on theNasdaq Capital Market on February 21, 2024. We have effected a 1-for-20 reverse stock split of our outstanding common stock, with the numberof authorized shares of common stock reduced ratably, effective on September 12, 2023 (the “2023 ReverseStock Split”). Unless expressly stated herein, all share and per-share information contained herein has beenadjusted to account for the 2023 Reverse Stock Split. INVESTING IN OUR SECURITIES INVOLVES A HIGH DEGREE OF RISK. BEFORE MAKINGANY INVESTMENT DECISION, YOU SHOULD CAREFULLY REVIEW AND CONSIDER ALLTHE INFORMATION IN THIS PROSPECTUS AND THE DOCUMENTS INCORPORATED BYREFERENCEHEREIN,INCLUDING THE RISKS AND UNCERTAINTIES DESCRIBEDUNDER “RISK FACTORS” BEGINNING ON PAGE 12. WetouchTechnology Inc.is not a Chinese operating company,but a holding companyincorporated under the laws of the state of Nevada with operations conducted by our subsidiary based inMainland China. We hold equity interests in our subsidiary and do not use a variable interest entitystructure. Our structure involves unique risks to investors. See “RiskFactors—RisksRelated to DoingBusiness in China.” Unless the context provides otherwise, references in this registration statement to “we,”“us,” “our company,” “our,” “the Company” and “Wetouch” refers to Wetouch Technology Inc, “BVIWetouch” refers to Wetouch Holding Group Limited, a limited company organized under the laws ofBritish Virgin Islands and a wholly owned subsidiary of Wetouch, “HK Wetouch” refers to Hong KongWetouch Technology Limited (香港偉易達科技有限公司), a limited company organized under the lawsof Hong Kong and a wholly owned subsidiary of BVI Wetouch, and “Sichuan Vtouch” refers to SichuanVtouch Technology Co., Ltd (四川伟大奇科技有限公司), a limited liability company organized under thePRC laws and a wholly foreign owned subsidiary of HK Wetouch. See “Commonly Used Defined Terms”on page ii herein. Investors would be purchasing interests in Wetouch Technology Inc., a Nevada company. We face various legal and operational risks and uncertainties related to being based in and havingall of our operations in Mainland China. The PRC government has significant authority to exert influence on the ability of a company with Mainland China-based operations, such as us, to conduct its business,accept foreign investments or list on a U.S. or other foreign exchanges. For example, we face risksassociated with regulatory approvals of offshore offerings, anti-monopoly regulatory actions, as well asoversight on cybersecurity and data privacy. Such risks could result in a material change in our operationsand/or the value of our common stock or could significantly limit or completely hinder our ability to offeror continue to offer our common stock and/or other securities to investors and cause the value of suchsecurities to significantly decline or be worthless. In addition, the PRC government has significantoversight and discretion over the conduct of our business and may intervene with or influence theoperations of our Mainland China subsidiary as the government deems appropriate to further regulatory,political and societal goals. The PRC government has recently published new policies that significantlyaffected certain industries such as the education and internet industries, and we cannot rule out thepossibility that it will in the future release regulations or policies regarding our industry that couldadversely affect our business, financial condition and results of operations. Furthermore, the PRCgovernment has recently indicated an intent to exert more oversight and control over overseas securitiesofferings and other capital markets activities and foreign investment in companies with Mainland China-based operations like us. Any such action, once taken by the PRC government, could significantly limit orcompletely hinder our ability to offer or continue to offer securities to investors and cause the value of suchsecurities to significantly decline or in extreme cases, become worthless. On February 17, 2023, the CSRCpromulgated the Trial Administrative Measures of Overseas Securities Offering and Listing by DomesticCompanies (the “Trial Administrative Measures”), which took effect on March 31, 2023. The TrialAdministrative Measures further stipulate the rules and requirements for overseas offerings and listingsconducted by Mainland China domestic companies. Our PRC counsel has advised that because ourcommon stock currently trades in the U